Common use of Letters of Credit and Unfunded Ancillary Credit Extensions Clause in Contracts

Letters of Credit and Unfunded Ancillary Credit Extensions. (a) In the event that on the CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part, or any L/C Disbursement shall not have been reimbursed either by an Applicant Party or, in the case of any L/C Disbursement made in Dollars, with the proceeds of a U.S. Revolving Facility Borrowing or Swingline Dollar Borrowing, each U.S. Revolving Facility Lender shall promptly pay over to the Administrative Agent, in immediately available funds, an amount in Dollars equal to such U.S. Revolving Facility Lender's U.S. Revolving Facility Percentage of such undrawn face amount (or, in the case of any Foreign Currency Letter of Credit, the Dollar Equivalent of such face amount) or (to the extent it has not already done so) such unreimbursed drawing, as applicable, together with interest thereon from the CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to an ABR Revolving Loan in a principal amount equal to such undrawn face amount or unreimbursed drawing, as applicable. The Administrative Agent shall establish a separate account (each, a "Reserve Account") or accounts for each Lender for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence The Administrative Agent shall deposit in each Lender's Reserve Account such Lender's CAM Percentage of (x) the amounts received from the Revolving Credit Lenders as provided above and (y) the amounts on deposit in the Unfunded Ancillary Credit Extension Account. The Administrative Agent shall have sole dominion and control over each Reserve Account, and the amounts deposited in each Reserve Account shall be held in such Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the Reserve Accounts in respect of each Letter of Credit and Unfunded Ancillary Credit Extension and the amounts on deposit in respect of each Letter of Credit and Unfunded Ancillary Credit Extension attributable to each Lender's CAM Percentage. The amounts held in each Lender's Reserve Account shall be held as a reserve against the Revolving L/C Exposures and payment obligations in respect of Unfunded Ancillary Credit Extensions, shall be the property of such Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the U.S. Borrower to pay interest to such Lender, it being agreed that the reimbursement obligations in respect of (x) Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.05, and (y) disbursements under any Ancillary Facility shall arise only at such time as payments are required under such Ancillary Facility.

Appears in 5 contracts

Samples: Credit Agreement (TRW Automotive Inc), Credit Agreement (TRW Automotive Inc), Credit Agreement (TRW Automotive Holdings Corp)

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Letters of Credit and Unfunded Ancillary Credit Extensions. (a) In the event that on the CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part, or any L/C Disbursement shall not have been reimbursed either by an Applicant Party or, in the case of any L/C Disbursement made in Dollars, with the proceeds of a U.S. Revolving Facility Borrowing or Swingline Dollar Borrowing, each U.S. Revolving Facility Lender shall promptly pay over to the Administrative Agent, in immediately available funds, an amount in Dollars equal to such U.S. Revolving Facility Lender's ’s U.S. Revolving Facility Percentage of such undrawn face amount (or, in the case of any Foreign Currency Letter of Credit, the Dollar Equivalent of such face amount) or (to the extent it has not already done so) such unreimbursed drawing, as applicable, together with interest thereon from the CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to an ABR Revolving Loan in a principal amount equal to such undrawn face amount or unreimbursed drawing, as applicable. The Administrative Agent shall establish a separate account (each, a "Reserve Account") or accounts for each Lender for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence The Administrative Agent shall deposit in each Lender's ’s Reserve Account such Lender's ’s CAM Percentage of (x) the amounts received from the Revolving Credit Lenders as provided above and (y) the amounts on deposit in the Unfunded Ancillary Credit Extension Account. The Administrative Agent shall have sole dominion and control over each Reserve Account, and the amounts deposited in each Reserve Account shall be held in such Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the Reserve Accounts in respect of each Letter of Credit and Unfunded Ancillary Credit Extension and the amounts on deposit in respect of each Letter of Credit and Unfunded Ancillary Credit Extension attributable to each Lender's CAM Percentage. The amounts held in each Lender's Reserve Account shall be held as a reserve against the Revolving L/C Exposures and payment obligations in respect of Unfunded Ancillary Credit Extensions, shall be the property of such Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the U.S. Borrower to pay interest to such Lender, it being agreed that the reimbursement obligations in respect of (x) Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.05, and (y) disbursements under any Ancillary Facility shall arise only at such time as payments are required under such Ancillary Facility.of

Appears in 3 contracts

Samples: Credit Agreement (TRW Automotive Holdings Corp), Credit Agreement (TRW Automotive Holdings Corp), Credit Agreement (TRW Automotive Holdings Corp)

Letters of Credit and Unfunded Ancillary Credit Extensions. (a) In the event that on the CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part, or any L/C Disbursement shall not have been reimbursed either by an Applicant Party or, in the case of any L/C Disbursement made in Dollars, with the proceeds of a U.S. Revolving Facility Borrowing or Swingline Dollar Borrowing, each U.S. Revolving Facility Lender shall promptly pay over to the Administrative Agent, in immediately available funds, an amount in Dollars equal to such U.S. Revolving Facility Lender's U.S. Revolving Facility Percentage of such undrawn face amount (or, in the case of any Foreign Currency Letter of Credit, the Dollar Equivalent of such face amount) or (to the extent it has not already done so) such unreimbursed drawing, as applicable, together with interest thereon from the CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to an ABR Revolving Loan in a principal amount equal 141 to such undrawn face amount or unreimbursed drawing, as applicable. The Administrative Agent shall establish a separate account (each, a "Reserve Account") or accounts for each Lender for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence The Administrative Agent shall deposit in each Lender's Reserve Account such Lender's CAM Percentage of (x) the amounts received from the Revolving Credit Lenders as provided above and (y) the amounts on deposit in the Unfunded Ancillary Credit Extension Account. The Administrative Agent shall have sole dominion and control over each Reserve Account, and the amounts deposited in each Reserve Account shall be held in such Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the Reserve Accounts in respect of each Letter of Credit and Unfunded Ancillary Credit Extension and the amounts on deposit in respect of each Letter of Credit and Unfunded Ancillary Credit Extension attributable to each Lender's CAM Percentage. The amounts held in each Lender's Reserve Account shall be held as a reserve against the Revolving L/C Exposures and payment obligations in respect of Unfunded Ancillary Credit Extensions, shall be the property of such Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the U.S. Borrower to pay interest to such Lender, it being agreed that the reimbursement obligations in respect of (x) Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.05, and (y) disbursements under any Ancillary Facility shall arise only at such time as payments are required under such Ancillary Facility.

Appears in 2 contracts

Samples: Credit Agreement (TRW Automotive Inc), Credit Agreement (TRW Automotive Inc)

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Letters of Credit and Unfunded Ancillary Credit Extensions. (a) In the event that on the CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part, or any L/C Disbursement shall not have been reimbursed either by an Applicant Party or, in the case of any L/C Disbursement made in Dollars, with the proceeds of a U.S. Revolving Facility Borrowing or Swingline Dollar Borrowing, each U.S. Revolving Facility Lender shall promptly pay over to the Administrative Agent, in immediately available funds, an amount in Dollars equal to such U.S. Revolving Facility Lender's ’s U.S. Revolving Facility Percentage of such undrawn face amount (or, in the case of any Foreign Currency Letter of Credit, the Dollar Equivalent of such face amount) or (to the extent it has not already done so) such unreimbursed drawing, as applicable, together with interest thereon from the CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to an ABR Revolving Loan in a principal amount equal to such undrawn face amount or unreimbursed drawing, as applicable. The Administrative Agent shall establish a separate account (each, a "Reserve Account") or accounts for each Lender for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence The Administrative Agent shall deposit in each Lender's ’s Reserve Account such Lender's ’s CAM Percentage of (x) the amounts received from the Revolving Credit Lenders as provided above and (y) the amounts on deposit in the Unfunded Ancillary Credit Extension Account. The Administrative Agent shall have sole dominion and control over each Reserve Account, and the amounts deposited in each Reserve Account shall be held in such Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the Reserve Accounts in respect of each Letter of Credit and Unfunded Ancillary Credit Extension and the amounts on deposit in respect of each Letter of Credit and Unfunded Ancillary Credit Extension attributable to each Lender's ’s CAM Percentage. The amounts held in each Lender's ’s Reserve Account shall be held as a reserve against the Revolving L/C Exposures and payment obligations in respect of Unfunded Ancillary Credit Extensions, shall be the property of such Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the U.S. Borrower to pay interest to such Lender, it being agreed that the reimbursement obligations in respect of (x) Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.05, and (y) disbursements under any Ancillary Facility shall arise only at such time as payments are required under such Ancillary Facility.

Appears in 1 contract

Samples: Credit Agreement (TRW Automotive Holdings Corp)

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